Lefkowitz v. Great Minneapolis Surplus Store – Case Brief

Facts

Great Minneapolis Surplus Store (D) published advertisements in a newspaper for a sale on fur coats, mink scarves, and a lapin stole. Each of the advertisements indicated that the sale items would be sold on a first come first served basis, stated the quantities of each item available, and stated that they would be sold for one dollar each. Lefkowitz (P) was the first customer to present himself and offer the one dollar price per the terms of the advertisement. The defendant refused to sell the sale items to Lefkowitz and told him that according to the “house rules” the offer was intended for women only.

At trial, the court determined that the advertisement was clear, definite, and explicit and left nothing open for negotiation. The court held that Lefkowitz was entitled to performance by the defendant because he complied with the terms of the advertisement and offered the stated purchase price. The court granted judgment in favor of the plaintiff and awarded damages equal to the stated value in the advertisement for the mink stole minus the $1 purchase price. The court denied the claim on the coat, ruling that the value was too speculative and the defendant appealed.

Issue

Under what circumstances does an advertisement for the sale of goods constitute an offer?

Holding and Rule

An advertisement involving a transaction in goods is an offer when it invites particular action, and when it is clear, definite, and explicit and leaves nothing open for negotiation.

Great Minneapolis Surplus Store contended that a newspaper advertisement constitutes a unilateral offer which may be withdrawn without notice. The general rule is that advertisements are invitations to contract rather than offers; for contract formation purposes the prospective purchaser makes the offer and the seller can accept or reject the offer when received. An advertisement construed in such a manner does not become a contract for sale until a buyer’s offer is accepted by the seller, and the advertised terms can be modified or revoked without notice.

The test is whether the facts show that some performance was promised in positive terms in return for something requested. Whether such an advertisement is an offer rather than an invitation to make an offer depends on the legal intention of the parties and the surrounding circumstances. As for the Lapin fur, the offer was clear, definite, explicit, and left nothing open to negotiation. While the offeror has the right to modify his offer prior to acceptance, he cannot change his offer after acceptance.

Disposition

Judgment for Lefkowitz affirmed.

See Carlill v. Carbolic Smoke Ball Co. for a case brief of a seminal opinion in English contract law involving the issue of whether an advertisement constitutes an offer.